Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

______________________

Date of Report (Date of earliest event reported)

November 28, 2023

Commission file number 001-31220

Community Trust Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Kentucky (State or other jurisdiction of incorporation or organization)		61-0979818 (IRS Employer Identification No.)

P.O. Box 2947 346 North Mayo Trail Pikeville, Kentucky (Address of principal executive offices)		41502 (Zip code)

(606) 432-1414

(Registrant’s telephone number)

Securities registered pursuant to Section 12(b) of the Act:

	Common Stock (Title of class)

CTBI (Trading symbol)		The NASDAQ Global Select Market (Name of exchange on which registered)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act □

ITEM 5.02 – DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

On November 28, 2023, Community Trust Bancorp, Inc.’s (“CTBI”) Board of Directors appointed Dr. Lillian (Kay) Webb as an independent director, effective immediately. The addition of Dr. Webb expands CTBI’s Board of Directors (the “Board”) to eleven members. Dr. Webb is expected to be named to the Audit and Asset Quality and Risk and Compliance Committees of the Board.

In connection with her service as a non-employee director, Dr. Webb will be compensated in accordance with CTBI’s standard compensation policies and practices for non-employee directors of the Board as described in CTBI’s Proxy Statement for its 2023 Annual Meeting of Shareholders filed with the Securities and Exchange Commission on March 23, 2023.

Dr. Webb does not have any family relationships with any of CTBI’s directors or executive officers, has no arrangements or understandings with any other person pursuant to which she was appointed a director, and is not a party to any of the transactions of the type listed in Item 404(a) of Regulation S-K.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		COMMUNITY TRUST BANCORP, INC.

		By:

Dated: December 4, 2023		/s/ Mark A. Gooch
		Mark A. Gooch
		Vice Chairman, President, and Chief Executive Officer

Document and Entity Information	Nov. 28, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 28, 2023
Entity File Number	001-31220
Entity Registrant Name	Community Trust Bancorp, Inc.
Entity Central Index Key	0000350852
Entity Incorporation, State or Country Code	KY
Entity Tax Identification Number	61-0979818
Entity Address, Address Line One	P.O. Box 2947
Entity Address, Address Line Two	346 North Mayo Trail
Entity Address, City or Town	Pikeville
Entity Address, State or Province	KY
Entity Address, Postal Zip Code	41502
City Area Code	606
Local Phone Number	432-1414
Title of 12(b) Security	Common Stock
Trading Symbol	CTBI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false